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Corporate Finance

Companies Act 2006: What's changing on 6 April 2008?

The next key date in the Companies Act 2006 implementation timetable is 6 April 2008 when a number of provisions will come into force introducing changes to the existing company law regime in various areas.  Whilst we have previously reported on most of the relevant areas, an overview of certain of the key changes is set out below:

Accounts and audits

  • Period allowed for filing accounts: the periods within which companies must deliver their annual report and accounts to the Registrar of Companies will be shortened.  For all financial years beginning on or after 6 April 2008, private companies will have a period of 9 months and public companies will have a period of six months from their financial year ends within which to file their annual report and accounts with the Registrar of Companies.  The 10 and seven month filing periods contained in the Companies Act 1985 will continue to apply for all financial years which began before 6 April 2008.
  • Liability limitation agreements with auditors: there are new rules enabling companies to enter into agreements limiting the liability of their auditors.  In order to enter into such an agreement a company must comply with certain conditions imposed by the Act and get shareholder approval. 
  • Senior statutory auditor: the auditor's report for all financial years beginning on or after 6 April 2008 must be signed (in his own name) by (i) the auditor (in the case of the auditor being an individual) or (ii) the senior statutory auditor on behalf of the auditor (in the case of the auditor being a firm).

Arrangements and reconstructions

  • Arrangements and reconstructions: the corresponding provisions in the Companies Act 1985 on schemes of arrangements, reconstructions, mergers and divisions will be largely re-enacted with drafting amendments and consequential changes required by changes introduced by other parts of the Act.

Company Administration

  • Execution of documents: in addition to the current methods of executing a document by a company in England and Wales, a document will be validly signed on behalf of a company if signed by a director in the presence of a witness.
  • Private company secretaries: section 270 of the Act provides that a private company is no longer required to appoint a company secretary.  If a private company does not have a secretary, anything required or authorised to be done by or to the secretary of the company may be done by or to a director or (following the commencement of section 270(3)(b)(ii) which is expected to occur on 1 October 2009) by or to a person authorised by the directors.

Distributions

  • Distributions in kind: there will be new provisions clarifying the manner in which the amount of a distribution in kind should be determined where a company has distributable profits.

Share capital

  • Offer of shares to the public by private company: the general prohibition on private companies offering securities to the public will remain.  However, private companies will be able to offer securities to the public either as part of arrangements under which it is to re-register as a public company before the securities are allotted or if, under the terms of the offer, it undertakes to re-register as a public company within six months.

 

31 March 2008

Companies Act 2006 – Regulations relating to auditors and late filing penalties

In addition to the implementation of certain provisions of the Companies Act 2006 (as outlined in the previous article), new regulations relating to auditors and late filing penalties are due to come into force on 6 April 2008.  Certain of the key changes introduced by these regulations are outlined below:

The Companies (Disclosure of Auditor Remuneration and Liability Limitation Agreements) Regulations 2008

  • Auditor's remuneration: for financial years beginning on or after 6 April 2008, the remuneration receivable by a company's auditor for auditing the annual accounts must be disclosed as a note to the annual accounts.
  • Liability limitation agreements with auditors: the principal terms of any auditor liability limitation agreement entered into and the date of the resolution approving (or, in the case of a private company, waiving) those terms must be disclosed in the annual accounts.

The Companies (Late Filing Penalties) and Limited Liability Partnerships (Filing Periods and Late Filing Penalties) Regulations 2008

  • Late filing penalties: any failure by companies to deliver annual accounts to the Registrar of Companies by the due date will incur a late filing penalty. The existing penalties for late filing of annual accounts will be increased for financial years beginning on or after 6 April 2008 where the filing obligations have not been complied with by 1 February 2009.  For further details on the new late filing penalties please click here.  

31 March 2008

Takeover Code – Recent developments

There have been a number of recent developments in the interpretation and operation of the Takeover Code.  Brief details are set out below.
 
Rule 2 – Secrecy before announcements
On 7 March 2008, the Panel Executive issued a practice statement which clarifies how it normally interprets the Code provisions relating to (i) the need for absolute secrecy before a public announcement regarding an offer and (ii) when an announcement regarding an offer may need to be made (and the content of any such announcement).  It also clarifies what steps the Executive expects parties to an offer, and their advisers, to take to ensure compliance with the relevant Code rules.  The Executive's overriding objective, in interpreting the relevant Code provisions, is to prevent the creation of a false market by ensuring the timely release of announcements relating to an offer.

To view the full text of the practice statement please click here. 

Rule 3 – Independent advice
On 7 March 2008, the Executive issued a further practice statement which explains certain changes of approach adopted by it when determining whether a proposed financial adviser to a target is sufficiently independent of the bidder to be able to give independent advice to the target board.  The Executive now acknowledges that relationships between financial advisers and their clients are increasingly less exclusive and that the Executive needs to be more flexible in determining independence issues.  Factors such as the frequency of prior financial advisory appointments and the materiality of matters on which financial advice has previously been sought will now be taken into account in this context.  The Executive recommends early consultation with it in cases where the independence of an adviser is in doubt.

To view the full text of the practice statement please click here. 

Rule 29 – Asset valuations
On 4 March 2008, the Code Committee published the text of amendments to Rule 29 of the Code. Rule 29 requires that, when a valuation of assets is given in connection with an offer, it should be supported by the opinion of a named independent valuer.  The changes, which come into effect on 4 April 2008, simply operate to make the relevant Rule 29 provisions consistent with the latest edition of the Royal Institution of Chartered Surveyors Standards (published in January 2008).  The Code Committee has stated that none of the amendments materially alters the effect of Rule 29.

To view the text of the amendments to Rule 29 please click here. 

Public Consultation Paper – Competition reference periods  
On 4 March 2008, the Code Committee issued a public consultation paper (PCP) containing proposals to amend the Code so as to clarify the provisions relating to "competition reference periods" and to codify existing Executive practices in relation to the relevant Code provisions.  The three main areas of focus are (i) what announcement obligations there should be following clearance of a referred offer by the competition authorities, (ii) whether the offer period should continue through a competition reference period (in the context of an offer which is subject to a pre-condition of clearance from the competition authorities) and (iii) whether a target can ask the Panel to impose a "put up or shut up" deadline where an offer has been referred to the competition authorities.  Comments on the PCP are due by 6 May 2008.

To view the PCP please click here.  


31 March 2008

FSA consults on the sponsor regime

In March 2008, the FSA published a consultation paper entitled "Sponsor regime – a targeted review".  The consultation paper seeks market participants' views on the FSA's proposed changes to the sponsor regime set out in LR8 of the Listing Rules.  The FSA's key proposals include the following:

  • clarifying the scope of the sponsor principles in LR8.3;
  •  the removal of the use of the suitably experienced employee (SEE) to demonstrate competence (as part of the approval criteria for sponsors) and its replacement with a firm-wide approach to sponsor competence;
  • the modernisation of the approach to sponsor independence through focussing on procedures for identifying and managing conflicts; and
  • revised guidance as to what will generally be accepted as appropriate systems and controls for sponsors.

It is envisaged that the consultation period will close on 6 June 2008.  The FSA expects to publish and implement final amendments to the FSA handbook on or around 6 October 2008.  To view the full consultation paper please click here.

31 March 2008

UKLA publishes LIST! 18

In March 2008, the UK Listing Authority published the 18th edition of LIST!  This edition covers a range of topics including the FSA's consultation paper on amendments to the sponsor regime, the application of certain provisions of the Disclosure and Transparency Rules to half-yearly financial reports and certain FAQs. 

To view LIST! 18 please click here. 

31 March 2008

ABI and NAPF publish updated joint statement on executive contracts and severance

The Association of British Insurers (ABI) and the National Association of Pension Funds (NAPF) have issued an updated joint statement of best practice on directors service contracts and severance policies. 

The statement, which updates previous guidance published by the ABI/NAPF, is aimed at assisting boards and their remuneration committees with the design and application of contractual obligations for senior executives. 

Representing the interests of the institutional investors that make up the membership of the ABI and NAPF, the joint statement indicates that while executives of listed companies should be appropriately rewarded for the value that they generate, the ABI/NAPF are also concerned to avoid situations where departing executives are rewarded for under-performance. The guidance is intended to emphasise certain aspects of the Combined Code on Corporate Governance and, where appropriate, to provide guidance as to shareholders' expectations. 

To view the full text of the updated guidance please click here. 

 

31 March 2008

London Stock Exchange – new rule book

The LSE's new rule book became effective on 25 February 2008.  The rule book incorporates (amongst other things) changes to deal with the implementation of the Markets in Financial Instruments Directive (MiFID) and the structure of the new trading system TradElect. 

To view the new rule book please click here.  

31 March 2008

Budget 2008 - Capital gains tax and entrepreneurs' relief

Business asset taper relief for disposals on or after 6 April 2008 has been abolished (together with indexation allowance).  The new standard rate of capital gains tax for individuals and trustees is 18%, regardless of how long an asset has been owned. 

A new relief, Entrepreneurs' Relief, will be available to individuals and trustees (broadly) where after 6 April 2008 they dispose of a trading business or shares in trading companies in which they hold a qualifying interest, and where they dispose of assets associated with qualifying disposals of shares (subject to certain restrictions).  The Entrepreneur's Relief regime will apply an effective 10% rate of capital gains tax to qualifying gains (subject to a lifetime cap of £1 million) by reducing chargeable gains by 4/9 with the residual 5/9 being taxed at 18%.

Not all assets that qualified for taper relief will qualify for Entrepreneurs' Relief.  The relief is not automatic: it must be claimed within specified time periods of qualifying disposals.  The lifetime gains limit of £1 million can apply to a number of disposals.  Disposals made prior to 6 April 2008 will not reduce the lifetime limit so individuals who have already benefited from taper relief will not lose out.  There is no minimum age qualification but there is however a one year qualifying period and other conditions that must be met. 

31 March 2008

Budget 2008 - Enterprise Investment Scheme, Corporate Venturing Scheme and Venture Capital Trust Scheme

The Government announced increases in the amounts for which an EIS investor may claim income tax relief in any one year from £400,000 to £500,000.  Although this change can only be effective once the European Commission has given State Aid approval, assuming it becomes effective it will be backdated to apply to EIS shares issued on or after 6 April 2008. 

For EIS, CVS and VCT, the categories of activities qualifying for relief are to be narrowed with effect from 6 April 2008 for shares issued under EIS or CVS and from money raised on or after 6 April 2008 for VCTs.  Shipbuilding and coal and steel production will no longer qualify for relief under any of the three schemes.  These changes reflect European Commission State Aid requirements.

At the same time, the Government has launched a consultation process into the EIS regime.  The consultation will seek to identify whether the EIS regime could be simplified to encourage greater investment, how greater awareness of the EIS regime might be achieved and whether advanced assurances of EIS status (currently not available) might make a difference, as well as whether the rules regarding qualifying activities or use of funds raised could be improved.  The consultation period ends in June 2008.

31 March 2008

Budget 2008 – EMI options

EMI is a type of share option plan offering flexibility and tax efficiency to employees of small and medium-sized companies. 

Some of the tax benefits of EMI will be reduced from 6 April 2008 due to the abolition of taper relief.  However, the Budget introduced a welcomed increase in the limit on the value of shares under option per individual employee from £100,000 to £120,000.  This change will take effect from 6 April 2008.

Two changes to the "qualifying company" test for EMI were also announced to ensure compliance with EU State Aid guidelines (taking effect for options granted on or after the date on which the Finance Bill 2008 receives Royal Assent):

  • only companies with less than 250 full-time employees will be able to grant new EMI options; and
  • companies involved in shipbuilding, coal and steel production will no longer qualify for EMI.

31 March 2008

Companies Act 2006 - Implementation timetable

The table below is intended to provide guidance on the commencement timetable for the Companies Act 2006.

This table was last updated on 31 March 2008. Whilst it cannot be considered definitive, the table has been compiled based upon the Companies Act 2006 Table of Commencement Dates produced by the Department for Business, Enterprise and Regulatory Reform (BERR) and the first, second, third, fourth, fifth and sixth Companies Act 2006 commencement orders.  Future commencement dates may be subject to change. Certain provisions of the Act are subject to transitional provisions which are outside the scope of the table below.

Those commencement dates indicated with an asterisk (*) are taken from the commencement orders rather than the guidance commencement timetable produced by BERR.  The orange highlighting indicates those provisions which are already in force.

 Part   Commencement Date
1  General introductory provisions (sections 1 to 6) 1 October 2009
Exceptions:  
  • section 2 (The Companies Acts)
6 April 2007*
2  Company formation (sections 7 to 16) 1 October 2009
3  A company's constitution (sections 17 to 38) 1 October 2009
Exceptions:  
  • section 17 (a company's constitution) which came into force so far as necessary for the purposes of those provisions brought into force in October 2007 and again in April 2008 so far as necessary for the purposes of those provisions brought into force in April 2008
1 October 2007*
  • sections 29 (resolutions and agreements affecting a company's constitution) and 30 (copies of resolutions or agreements to be forwarded to registrar)
1 October 2007*
4  A company's capacity and related matters (sections 39 to 52) 1 October 2009
Exceptions:  
  • section 44 (execution of documents)
6 April 2008*
5  A company's name (sections 53 to 85) 1 October 2009
Exceptions:  
  • sections 69 to 74 (similarity to other name in which person has goodwill)
1 October 2008*
  • sections 82 to 85(1)(b) (trading disclosures)
1 October 2008*
6 A company's registered office (sections 86 to 88) 1 October 2009
7  Re-registration as a means of altering a company's status
(sections 89 to 111)		 1 October 2009
8  A company's members (sections 112 to 144) 1 October 2009
Exceptions:  
  • sections 116 to 119 (rights to inspect and require copies of the Register of Members)
1 October 2007*
  • sections 121 (removal of entries relating to former members) and 128 (time limit for claims arising from entry in register)
6 April 2008*
9  Exercise of members' rights (sections 145 to 153) 1 October 2007*
10  A company's directors (sections 154 to 259) 1 October 2007*
  Exceptions:  
  • sections 155 to 159 (underage and natural directors)
1 October 2008*
  • sections 162 to 167 and 240 to 246 (directors' residential addresses)
1 October 2009
  • sections 175 to 177 and 182 to 187 (directors' conflict of interest duties)
1 October 2008*
  • sections 180(1), (2) and (4)(b) (consent, approval or authorisation by members) and 181(2) and (3) (modification of provisions in relation to charitable companies)
1 October 2008
  • section 247 (power to make provision for employees on cessation or transfer of business)
1 October 2009
11  Derivative claims and proceedings by members (sections 260 to 269) 1 October 2007*
12  Company secretaries (sections 270 to 280) 6 April 2008*
Exceptions:  
  • section 270(3)(b)(ii) (private company not required to have secretary)
1 October 2009
  • sections 275 to 279 (provisions applying to private companies with a secretary and to public companies)
1 October 2009
13  Resolutions and meetings (sections 281 to 361) 1 October 2007*
Exceptions:  
  • sections 308 (manner in which notice to be given), 309 (publication of notice of meeting on website) and 333 (sending documents relating to meetings etc in electronic form)
20 January 2007*
  • sections 327(2)(c) (notice required of appointment of proxy etc) and 330(6)(c) (notice required of termination of proxy's authority)
Unlikely to be brought into force
14  Control of political donations and expenditure (sections 362 to 379) 1 October 2007*
Exceptions:  
  • section 362(a) (introductory) and the words "and to independent election candidates"
1 October 2008*
  • section 363(2)(a) (political parties, organisations etc to which this part applies) and the words "or an independent election candidate to whom"
1 October 2008*
  • section 363(3) (political parties, organisations etc to which this part applies)
1 October 2008*
  • section 363(4) (political parties, organisations etc to which this part applies) and the words "or independent election candidate" and "independent candidate"
1 October 2008*
  • section 364(3) (meaning of "political donation")
1 October 2008*
  • section 365(1)(a) and (b)(i) (meaning of "political expenditure") and the words "or an independent election candidate"
1 October 2008*
  • section 366(1)(a) (authorisation required for donations or expenditure) and the words "or to an independent election candidate"
1 October 2008*
  • section 367(3)(a) (form of authorising resolution) and the words "or independent election candidates"
1 October 2008*
  • section 378(2) (donations not amounting to more than £5,000 in any twelve month period) and the words "or to an independent election candidate"
1 October 2008*
15  Accounts and reports (sections 380 to 474) 6 April 2008*
Exceptions:  
  • section 385 (quoted and unquoted companies) which comes into force in so far as necessary for the purposes of those provisions brought into force in October 2007
1 October 2007*
  • section 417 (contents of directors' report: business review)
1 October 2007*
  • section 463 (liability for false or misleading statements in reports)
20 January 2007*
16  Audit (sections 475 to 539) 6 April 2008*
  Exceptions:  
  • sections 485 to 488 (appointment of auditors by private companies)
1 October 2007*
17  A company's share capital (sections 540 to 657) 1 October 2009
Exceptions:  
  • section 540(1) and (4) (shares) which comes into force so far as necessary for the purposes of those provisions brought into force in April 2008
6 April 2008*
  • section 544 (transferability of shares)
6 April 2008*
  • sections 545 (companies having a share capital), 546 (issued and allotted share capital), 548 (equity share capital) and 629 (classes of shares) which came into force so far as necessary for the purposes of those provisions brought into force in October 2007 and again in April 2008 so far as necessary for the purposes of those provisions brought into force in April 2008
1 October 2007*
  • section 558 (when shares are allotted) which came into force so far as necessary for those provisions brought into force in April 2007
6 April 2007*
  • sections 641(1)(a) and (2)-(6) (circumstances in which a company may reduce its share capital), 642 (reduction of capital supported by solvency statement), 643 (solvency statement), 652 (liability of members following reduction of capital) and 654 (treatment of reserve arising from reduction of capital)
1 October 2008
18  Acquisition by limited company of its own shares (sections 658 to 737) 1 October 2009
19  Debenture (sections 738 to 754) 6 April 2008*
20  Private and public companies (sections 755 to 767) 6 April 2008*
21  Certification and transfer of securities (sections 768 to 790) 6 April 2008*
22  Information about interests in a company's shares (sections 791 to 828) 20 January 2007*
Exceptions:  
  • sections 811(4) (right to inspect and require copies of entries), 812 (court supervision of purpose for which rights may be exercised) and 814 (register of interests disclosed: offence in connection with request for or disclosure of information)
6 April 2008*
23  Distributions (sections 829 to 853) 6 April 2008*
24  A company's annual return (sections 854 to 859) 1 October 2009
25  Company charges (sections 860 to 894) 1 October 2009
26  Arrangements and reconstructions (sections 895 to 901) 6 April 2008*
27  Mergers and divisions of public companies (sections 902 to 941) 6 April 2008*
28  Takeovers etc (sections 942 to 992) 6 April 2007*
29  Fraudulent trading (section 993) 1 October 2007*
30  Protection of members against unfair prejudice (sections 994 to 999) 1 October 2007*
31 Dissolution and restoration to the register (sections 1000 to 1034) 1 October 2009
32  Company investigations: amendments (sections 1035 to 1039) 1 October 2007*
33  UK companies not formed under the Companies Acts
(sections 1040 to 1043) 		1 October 2009
Exceptions:  
  • section 1043 (unregistered companies)
6 April 2007*
34  Overseas companies (sections 1044 to 1059) 1 October 2009
35  The registrar of companies (sections 1060 to 1120) 1 October 2009
Exceptions:  
  • sections 1060 (the registrar) and 1061 (the registrar's function) which came into force in so far as necessary for those provisions brought into force in April 2007
6 April 2007*
  • section 1063 (fees payable to registrar)
6 April 2007*
  • sections 1068(5) (registrar's requirements as to form, authentication and manner of delivery), 1077 to 1080 (public notice of receipt of certain documents), 1085 to 1092 (inspection etc of the register), 1102 to 1107 (language requirements: translation) and 1111 (registrar's requirements as to certification or verification)
1 January 2007*
  • sections 1068(1) to (4), (6) and (7) (registrar's requirements as to form, authentication and manner of delivery), 1114 (application of provisions about documents and delivery), 1117 (registrar's rules) and 1120 (application of this Part to overseas companies) which came into force so far as necessary for the purposes of those provisions brought into force in January 2007
1 January 2007*
  • section 1068(1) to (4), (6) and (7) (registrar's requirements as to form, authentication and manner of delivery) which came into force so far as necessary for the purposes of The Companies (Cross-Border Mergers) Regulations 2007
15 December 2007*
  • section 1117 (registrar's rules) which comes into force so far as necessary for the purpose of enabling rules to be made under that section before the date on which the section is brought into force generally
6 April 2008*
36  Offences under the Companies Act (sections 1121 to 1133) With relevant provisions
Exceptions:  
  • sections 1121 (liability of officer in default), 1122 (liability of company as officer in default), 1125 to 1131 (general provisions) and 1133 (transitional provisions) which came into force so far as necessary for those provisions brought into force in January 2007
20 January 2007*
  • sections 1121 to 1123 (liability of officer in default) and 1125 to 1133 (general provisions, production and inspection of documents and supplementary) which came into force so far as necessary for those provisions brought into force in April 2007
6 April 2007*
  • sections 1121 to 1123 (liability of officer in default) and 1125 to 1133 (general provisions, production and inspection of documents and supplementary) which came into force so far as they apply to offences under Part 14 or 15 of the Companies Act 1985
1 October 2007*
  • sections 1121 to 1123 (liability of officer in default), 1125 (meaning of "daily double fine") and 1127 to 1133 (general provisions, production and inspection of documents and supplementary) which comes into force so far as necessary for those provisions brought into force in April 2008 and again in October 2008 so far as necessary for those provisions brought into force in October 2008
6 April 2008*
  • section 1124 (amendments of the Companies Act 1985)
1 October 2007*
  • section 1126 (consents required for certain prosecutions)
6 April 2008*
37  Companies: supplementary provisions (sections 1134 to 1157) With relevant provisions
Exceptions:  
  • sections 1134 (meaning of "company records"), 1135 (form of company records) and 1138 to 1140 (duty to take precautions against falsification and service of documents on the company, directors, secretaries and others) which came into force so far as necessary for those provisions brought into force in April 2007
6 April 2007*
  • section 1137(1), (4), (5)(b) and (6) (regulations about inspection of records and provision of copies)
30 September 2007*
  • sections 1139 (service of documents on company) and 1140 (service of documents on directors, secretaries and others) which come into force so far as necessary for the purposes of those provisions brought into force in April 2008.
6 April 2008*
  • sections 1143 to 1148 (sending or supplying documents or information)
20 January 2007*
  • section 1157 (power of court to grant relief in certain cases)
1 October 2008*
38  Companies: interpretation (sections 1158 to 1174) With relevant provisions
Exceptions:  
  • section 1158 (meaning of "UK-registered company") which came into force so far as necessary for the purposes of those provisions brought into force in October 2007

1 October 2007*
  • sections 1159 and 1160 (meaning of "subsidiary" and related expressions) which come into force so far as necessary for the purposes of those provisions brought into force in April 2008

6 April 2008*
  • sections 1161 (meaning of "undertaking" and related expressions), 1162 (parent and subsidiary undertakings), 1164 (meaning of "banking company" and "banking group"), 1165 (meaning of "insurance company" and related expressions), 1169 (dormant companies) and 1172 (references to requirements of this Act)

6 April 2008*
  • section 1167 (meaning of "prescribed")

30 September 2007*
  • sections 1168 (hard copy and electronic form and related expressions) and 1173 (minor definitions: general) which came into force so far as necessary for the purposes of those provisions brought into force in January 2007 and again in April 2007, October 2007, December 2007, April 2008 and October 2008 so far as necessary for the purposes of those provisions brought into force in April 2007, October 2007, December 2007, April 2008 and October 2008
1 January 2007*
  • section 1170 (meaning of "EEA State" and related expressions)
6 April 2007*
  • in section 1173 (minor definitions: general) the definitions of "credit institution" and "working day"

6 April 2008*
39  Companies: minor amendments (sections 1175 to 1181) 6 April 2007
Exceptions:  
  • sections 1175 (removal of special provisions about accounts and audit of charitable companies)
1 April 2008*
  • sections 1180 (repeal of certain provisions about company charges) and 1181 (access to constitutional documents of RTE and RTM companies)
1 October 2009
40  Company directors: foreign disqualification etc (sections 1182 to 1191) 1 October 2009
41  Business names (sections 1192 to 1208) 1 October 2009
42  Statutory auditors (sections 1209 to 1264) 6 April 2008*
Exceptions:  
  • sections 1242 to 1244 (registered third country auditors: duties and information)
29 June 2008*
43  Transparency obligations and related matters (sections 1265 to 1273) 8 November 2006*
44 Miscellaneous provisions (sections 1274 to 1283) With relevant provisions
Exceptions:  
  • sections 1274 (grants to bodies concerned with actuarial standards etc) and 1276 (application of provisions to Scotland and Northern Ireland)
8 November 2006
  • sections 1277 to 1280 (information as to exercise of voting rights by institutional investors)
1 October 2008*
  • section 1281 (disclosure of information under the Enterprise Act 2002)
6 April 2007*
  • section 1282 (expenses of winding up)
6 April 2008*
  • section 1283 (amendment of memorandum or articles of commonhold association)
1 October 2009
45  Northern Ireland (sections 1284 to 1287) With relevant provisions
Exceptions:  
  • section 1284 (extension of Companies Act to Northern Ireland) which came into force so far as necessary for those provisions brought into force in April 2007 and again in September 2007, October 2007, December 2007, April 2008 and October 2008 so far as necessary for those provisions brought into force in September 2007, October 2007, December 2007, April 2008 and October 2008
6 April 2007*
46  General supplementary provisions (sections 1288 to 1297) 8 November 2006*
Exceptions:  
  • section 1295 (repeals) which comes into force so far as relating to the repeal of sections 151 to 153 (financial assistance by a company for acquisition of its own shares: private companies) and 155 to 158 (financial assistance: relaxation for private companies) of the Companies Act 1985.
1 October 2008*
  • section 1295 and schedule 16 come into force so far as relating to certain aspects of sections 240, 245(4)(b), 249A, 249B, 249C, 249D, 249E(2), 262A (accounts and audit)
1 April 2008*
47 Final provisions (sections 1298 to 1300) 8 November 2006*
48 Schedule 9 (Part 1) - Removal of special provisions about accounts and audit of charitable companies. 1 April 2008*

31 March 2008